Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  TowerBrook Investors, Ltd.
2. Date of Event Requiring Statement (Month/Day/Year)
02/11/2014
3. Issuer Name and Ticker or Trading Symbol
Ladder Capital Corp [LADR]
(Last)
(First)
(Middle)
65 EAST 55TH STREET, 27TH FLOOR, PARK AVENUE TOWER
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10022
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 6,027,333
I
See Footnotes (1) (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Units and Class B Common Stock (4) 02/11/2014   (6) Class A Common Stock 9,444,612 $ (5) I See Footnotes (1) (2) (4) (5) (7)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TowerBrook Investors, Ltd.
65 EAST 55TH STREET, 27TH FLOOR
PARK AVENUE TOWER
NEW YORK, NY 10022
    X    
TI II Ladder Holdings, LLC
C/O TOWERBROOK CAPITAL PARTNERS
PARK AVE TOWER, 65 E 55TH STREET, 27 FL
NEW YORK, NY 10022
    X    
TOWERBROOK INVESTOR II EXECUTIVE FUND L P
430 PARK AVE 6TH FL
NEW YORK, NY 10022
    X    
TOWERBROOK INVESTORS II LP
430 PARK AVNEUE
6TH FLOOR
NEW YORK, NY 10022
    X    
TowerBrook Investors II AIV, L.P.
PARK AVENUE TOWER, 65 EAST 55TH STREET
27TH FLOOR
NEW YORK, NY 10022
    X    
TowerBrook Investors GP II, L.P.
65 EAST 55TH STREET, 27TH FLOOR
PARK AVENUE TOWER
NEW YORK, NY 10022
    X    
MOSZKOWSKI NEAL
430 PARK AVENUE
6TH FLOOR
NEW YORK, NY 10022
    X    
SOUSOU RAMEZ
C/O SOROS FUND MANGEMENT LLC
888 SEVENTH AVE 31ST FL.
NEW YORK, NY 10106
    X    

Signatures

/s/ Glenn Miller as Vice President for TI II LADDER HOLDINGS, LLC 02/21/2014
**Signature of Reporting Person Date

/s/ Glenn Miller as Attorney-in-Fact for TOWERBROOK INVESTORS II EXECUTIVE FUND, L.P. 02/21/2014
**Signature of Reporting Person Date

/s/ Glenn Miller as Attorney-in-Fact for TOWERBROOK INVESTORS II, L.P. 02/21/2014
**Signature of Reporting Person Date

/s/ Glenn Miller as Attorney-in-Fact for TOWERBROOK INVESTORS II AIV, L.P. 02/21/2014
**Signature of Reporting Person Date

/s/ Glenn Miller as Attorney-in-Fact for TOWERBROOK INVESTORS GP II, L.P. 02/21/2014
**Signature of Reporting Person Date

/s/ NEAL MOSZKOWSKI as DIRECTOR for TOWERBROOK INVESTORS LTD. 02/21/2014
**Signature of Reporting Person Date

/s/ NEAL MOSZKOWSKI 02/21/2014
**Signature of Reporting Person Date

/s/ RAMEZ SOUSOU 02/21/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) In addition to TowerBrook Investors Ltd., a Cayman Island company limited by shares ("TowerBrook"), this Form 3 is being filed jointly by TowerBrook Investors GP II, L.P. a Cayman Island exempt limited partnership ("Fund II GP"), TowerBrook Investors II, L.P., a Cayman Island exempt limited partnership ("Fund II"), TowerBrook Investors II AIV, L.P., a Cayman Island exempt limited partnership ("AIV II"), TowerBrook Investors II Executive Fund, L.P., a Cayman Island exempt limited partnership ("Executive Fund II"), TI II Ladder Holdings, LLC, a Delaware limited liability company ("TI Holdings" and together with TowerBrook, Fund II GP, Fund II, AIV II and Executive Fund II, the "TowerBrook Entities"), Neal Moszkowski, a citizen of the United States of America and Ramez Sousou, a citizen of the United Kingdom (collectively, the "Reporting Persons").
(2) The Tower Brook Entities and Neal Moszkowski have the same business address as TowerBrook. The business address of Ramez Sousou is Kinnaird House, 1 Pall Mall East London, SW1Y5HAU, U.K.
(3) Prior to the initial public offering of the Class A Common Stock (the "Class A Common Stock") of Ladder Capital Corp ("LCC") (the "IPO"), which occurred on February 11, 2014, the Reporting Persons held interests in of Ladder Capital Finance Holdings LLLP ("LCFH"). In connection with the reorganization that occurred immediately prior to the IPO (the "Reorganization"), AIV II received, and now directly owns, 6,027,333 shares of Class A Common Stock of LCC. AIV II is controlled by its general partner, Fund II GP, and Fund II GP is controlled by its sole general partner, TowerBrook. As a result, TowerBrook may be deemed to beneficially own the 6,027,333 shares of Class A Common Stock owned by AIV II. As directors and the joint controlling shareholders of TowerBrook, Neal Moszkowski and Ramez Sousou have exclusive decision making authority with respect to such shares and may be deemed to be the beneficial owner of the securities reported on this Form 3 (for purposes of Rule 16a-1(a)).
(4) Includes LP Units and shares of Class B Common Stock exchangeable into shares of Class A Common Stock that were issued in connection with the Reorganization.
(5) In connection with the Reorganization, TI Holdings received 9,944,612 LP units of LCFH (the "LP Units") and 9,944,612 shares of Class B common stock of LCC (the "Class B Common Stock") that together are exchangeable into Class A Common Stock on a one-for-one basis. Pursuant to an Amended and Restated Limited Liability Limited Partnership Agreement entered into in connection with the closing of the IPO, from and after the date 180 days after the date of the closing of the IPO, holders of the LP Units and Class B Common Stock (including TI Holdings), may, from time to time, exchange LP Units paired with an equal number of shares of Class B Common Stock for shares of Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications.
(6) The exchange right has no expiration date.
(7) As a result of the Reorganization, TI Holdings directly owns 9,944,612 LP Units and shares of Class B Common Stock. TI Holdings is jointly controlled by Fund II and Executive Fund II, each of which is controlled by its general partner, Fund II GP, which is controlled by its sole general partner, TowerBrook. As a result, TowerBrook may be deemed to beneficially own the 9,944,612 LP Units and shares of Class B Common Stock owned by TI Holdings. As directors and the joint controlling shareholders of TowerBrook, Neal Moszkowski and Ramez Sousou have exclusive decision making authority with respect to such shares and may be deemed to be the beneficial owner of the securities reported on this Form 3 (for purposes of Rule 16a-1(a)).

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